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(영문) 서울동부지방법원 2016.01.13 2015가단3649

약정금

Text

1. The plaintiff's claim is dismissed.

2. The costs of lawsuit shall be borne by the Plaintiff.

Reasons

1. Facts of recognition;

A. C limited partnership companies engaged in garbage collection agency business (hereinafter “C”) consisting of general partners D (investment of KRW 40 million), limited partners E (investment of KRW 10 million), general partners F (Defendant’s wife, KRW 30 million), and Defendant 20 million (investment of KRW 20 million). However, the Plaintiff and the Defendant drafted a transfer/acquisition agreement with respect to the transfer of 50% shares of the Defendant’s holding (=50 million investment of KRW 50 million/ total investment of KRW 100 million) as follows:

(hereinafter “instant transfer contract” and, among them, the following [matters] are stipulated under the instant special agreement (hereinafter “instant special agreement”): Article 1 (Indication of Share Certificates): 50% sale price of 1.7 billion won (time of delivery of Share Certificates) Article 3 (Time of Delivery of Share Certificates) of the sale price of 50%, the Defendant shall receive any balance from the Plaintiff and deliver the shares transferred at the same time.

Article 6 (Liabilities and Responsibilities) The defendant shall be liable for the transfer of public charges, wastes Control Act, labor, etc. incurred prior to the transfer of shares under this Agreement.

[Matters of special agreement] The defendant shall settle the part of ordinary wages at his/her responsibility.

B. Around September 17, 2014, F: (a) around September 17, 2014, the Plaintiff: (b) the Defendant re-written a share transfer contract in which equity shares of KRW 30 million are transferred to G, who is the Plaintiff’s wife; (c) the F and the Defendant retire from C; (d) the Plaintiff is a limited partner; and (e) G was enrolled in the corporate register on September 19, 2014 with the general partner as a general partner.

【Ground of recognition】 The fact that there has been no dispute, entry of Gap Nos. 1, 2, and 7 (including evidence with a serial number), the purport of the whole pleadings

2. Determination

A. The Plaintiff’s assertion by the parties is to impose on the Defendant the amount equivalent to 50% of the shares transferred under the above transfer contract (hereinafter “amount equivalent to 50% of the wage obligation”) out of the unpaid wage obligations against C’s employees incurred prior to the instant transfer contract.

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